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10A-5-6.06
Section 10A-5-6.06 Cessation of membership. REPEALED IN THE 2014 REGULAR SESSION BY ACT 2014-144
EFFECTIVE JANUARY 1, 2017. (a) A person ceases to be a member of a limited liability company
upon the occurrence of one or more of the following events: (1) The member ceases to be a
member by voluntary act as provided in subsection (d). (2) The member ceases to be a member
of the limited liability company as provided in Section 10A-5-6.03. (3) The member is removed
as a member in either of the following manners: a. In accordance with the operating agreement.
b. Subject to contrary provisions in the operating agreement, when the member assigns all
of the member's interest in the limited liability company, by an affirmative vote of a majority
in number of the members who have not assigned their interests. (b) Subject to contrary provisions
in the operating agreement, or written consent of all members at the time, a person ceases
to be a member upon the occurrence of one or more of the...
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10A-5-3.03
to a member-managed company and its other members under this chapter and under the operating
agreement and exercise any rights consistently with the obligation of good faith and fair
dealing. (i) A member of a member-managed company does not violate a duty or obligation under
this chapter or under the operating agreement merely because the member's conduct furthers
the member's own interest. (j) This section applies to a person winding up the limited liability
company's business as the personal or legal representative of the last surviving member
as if the person were a member. (k) If the management of a limited liability company is vested
in a manager or managers pursuant to subsection (b) of Section 10A-5-4.01, each of the following
applies: (1) The only duty a member who is not also a manager owes to the company or to the
other members solely by reason of being a member is to not disclose or otherwise use information
described in Sections 10A-1-3.31 and 10A-5-2.06(a), whether...
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10A-5-6.01
Section 10A-5-6.01 Admission of additional members. REPEALED IN THE 2014 REGULAR SESSION BY
ACT 2014-144 EFFECTIVE JANUARY 1, 2017. (a) After the filing of a limited liability company's
original certificate of formation, additional members may be admitted as follows: (1) In the
case of a member acquiring an interest directly from the limited liability company, upon compliance
with the operating agreement or, if the operating agreement does not provide for the admission
of additional members, with the written consent of all members. (2) In the case of an assignee
of an interest of a member, by complying with Section 10A-5-6.03. (b) The effective time of
admission of a member to a limited liability company shall be the later of: (1) The date the
limited liability company is formed. (2) The time provided in the operating agreement, or
if no time is provided, then when the person's admission is reflected in the records of the
limited liability company. (Acts 1993, No. 93-724, p. 1425,...
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25-5-50
Section 25-5-50 Applicability; exemptions; coverage for school boards, volunteer fire departments,
and rescue squads; sports officials. (a) This article and Article 2 of this chapter shall
not be construed or held to apply to an employer of a domestic employee; an employer of a
farm laborer; an employer of a person whose employment at the time of the injury is
casual and not in the usual course of the trade, business, profession, or occupation of the
employer; an employer who regularly employs less than five employees in any one business,
other than the business of constructing or assisting on-site in the construction of new single-family,
detached residential dwellings; or a municipality having a population of less than 2,000 according
to the most recent federal decennial census. An employer who regularly employs less than five
employees in any one business; a farm-labor employer; an employer of a domestic employee;
or a municipality having a population of less than 2,000 according to...
alisondb.legislature.state.al.us/alison/CodeOfAlabama/1975/25-5-50.htm - 9K - Match Info - Similar pages
22-21-260
Section 22-21-260 Definitions. As used in this article, the following words and terms, and
the plurals thereof, shall have the meanings ascribed to them in this section, unless otherwise
required by their respective context: (1) ACQUISITION. Obtaining the legal equitable title
to a freehold or leasehold estate or otherwise obtaining the substantial benefit of such titles
or estates, whether by purchase, lease, loan or suffrage, gift, devise, legacy, settlement
of a trust or means whatever, and shall include any act of acquisition. The term "acquisition"
shall not mean or include any conveyance, or creation of any lien or security interest by
mortgage, deed of trust, security agreement, or similar financing instrument, nor shall it
mean or include any transfer of title or rights as a result of the foreclosure, or conveyance
or transfer in lieu of the foreclosure, of any such mortgage, deed of trust, security agreement,
or similar financing instrument, nor shall it mean or include any...
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37-11A-1
by the Governor, or upon its otherwise becoming a law, and when the State of Mississippi ratifies
the compact. Article III. For purposes of this compact, the following terms shall have the
following meanings: (1) Person means an individual, a corporation, a partnership, or any other
entity. (2) Railroad means a common carrier by railroad as defined in Section 1(3) of Part
I of the Interstate Commerce Act [codified as 49 U.S.C. §1(3)]. (3) Railroad properties and
facilities mean any real or personal property or interest in property which is owned,
leased, or otherwise controlled by a railroad or other person, including, without limitation,
the authority, and which are used or are useful in rail transportation service, including,
without limiting the generality of the foregoing: a. Track, roadbed, and related structures,
including rail, ties, ballast, other track materials, grading, tunnels, bridges, trestles,
culverts, elevated structures, stations, office buildings used for operating...
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10A-5-3.01
Section 10A-5-3.01 Business transactions of a member with the limited liability company. REPEALED
IN THE 2014 REGULAR SESSION BY ACT 2014-144 EFFECTIVE JANUARY 1, 2017. Except as otherwise
provided in the operating agreement, a member may lend money to and transact any lawful business
with the limited liability company and, subject to other applicable law, have the same rights
and obligations with respect thereto as a person who is not a member. (Acts 1993, No. 93-724,
p. 1425, §19; §10-12-19; amended and renumbered by Act 2009-513, p. 967, §228.)...
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10A-5-4.03
Section 10A-5-4.03 Operating agreements. REPEALED IN THE 2014 REGULAR SESSION BY ACT 2014-144
EFFECTIVE JANUARY 1, 2017. (a) The member or members of a limited liability company may enter
into an operating agreement to regulate or establish the affairs of the limited liability
company, the conduct of its business, and the relations of its members. An operating agreement
may contain any provisions regarding the affairs of a limited liability company and the conduct
of its business that are not inconsistent with the laws of this state or the articles of organization.
(b) In the event there is more than one member, any operating agreement shall initially be
agreed to, in writing, by all of the members. If an operating agreement does not provide for
the method by which an operating agreement may be amended, then all of the members shall agree
in writing to any amendment. (c) A court of equity may enforce an operating agreement by injunction
or by other relief that the court in its...
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8-20-4
carriers. q. To offer any refunds or other types of inducements to any person for the purchase
of new motor vehicles of a certain line make to be sold to the state or any political subdivision
thereof without making the same offer to all other new motor vehicle dealers in the same line
make within the state. r. To release to any outside party, except under subpoena, or as otherwise
required by law or in an administrative, judicial, or arbitration proceeding, any business,
financial, or personal information which may be from time to time provided by the dealer
to the manufacturer, without the express written consent of the dealer. s. To own an interest
in a new motor vehicle dealership, to operate or control a dealership, to make direct sales
or leases of new motor vehicles to the public in Alabama, or to own, operate, or control a
facility for performance of motor vehicle warranty or repair service work, except as follows:
1. The manufacturer or distributor is owning or operating...
alisondb.legislature.state.al.us/alison/CodeOfAlabama/1975/8-20-4.htm - 34K - Match Info - Similar pages
10A-5-6.03
Section 10A-5-6.03 Right of assignee to become member. REPEALED IN THE 2014 REGULAR SESSION
BY ACT 2014-144 EFFECTIVE JANUARY 1, 2017. (a) Except as otherwise provided in the operating
agreement: (1) An assignee of an interest in a limited liability company may become a member
only if the other members unanimously consent. The consent of a member may be evidenced in
any manner specified in the operating agreement, but in the absence of such a specification,
consent shall be evidenced by a written instrument, dated and signed by the member. (2) The
assignor of a membership interest is not released from liability to the limited liability
company under Section 10A-5-5.02, whether or not the assignee becomes a member. (3) A member
who assigns the member's entire interest in the limited liability company ceases to be a member
or to have the power to exercise any rights of a member when any assignee of the interest
becomes a member with respect to the assigned interest. (b) An assignee who...
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